Pzena Investment discloses 7.5% MasterBrand (MBC) ownership in Schedule 13G

Rhea-AI Filing Summary

Pzena Investment Management, LLC reports beneficial ownership of MasterBrand, Inc. common stock. Pzena reports holding 15,329,483 shares, representing 7.5% of the outstanding common stock. It has sole voting power over 11,521,222 shares and sole dispositive power over all 15,329,483 shares, with no shared voting or dispositive power.

The filing states that clients of the investment manager have the right to receive dividends and proceeds from any sale of these securities, and that no single client holds an interest relating to more than five percent of the class.

Key Figures

Beneficial ownership: 15,329,483 shares Percent of class: 7.5% Sole voting power: 11,521,222 shares +3 more

6 metrics

Beneficial ownership 15,329,483 shares Amount of MasterBrand common stock beneficially owned by Pzena Investment Management

Percent of class 7.5% Portion of MasterBrand common stock class reported as owned by Pzena

Sole voting power 11,521,222 shares Shares over which Pzena has sole power to vote or direct the vote

Shared voting power 0 shares Shares over which Pzena has shared power to vote

Sole dispositive power 15,329,483 shares Shares over which Pzena has sole power to dispose or direct disposition

Shared dispositive power 0 shares Shares over which Pzena has shared dispositive power

Key Terms

beneficially owned, sole voting power, sole dispositive power, Schedule 13G, +1 more

5 terms

beneficially owned financial

"Item 4. | Ownership (a) | Amount beneficially owned: 15,329,483"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

sole voting power financial

"Sole Voting Power 11,521,222.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

sole dispositive power financial

"Sole Dispositive Power 15,329,483.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Schedule 13G regulatory

"Ownership of more than 5 Percent on Behalf of Another Person."

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

percent of class financial

"Percent of class: 7.5 %"

Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 07/22/2026 - 04:33 PM Accepted by SEC EDGAR 07/22/2026 - 04:33 PM Learn about SEC filing dates

FAQ

What percentage of MasterBrand, Inc. (MBC) does Pzena Investment Management own?

Pzena Investment Management reports 7.5% beneficial ownership of MasterBrand, Inc. common stock. This corresponds to 15,329,483 shares, as disclosed in the Schedule 13G filing for the company.

How many MasterBrand (MBC) shares does Pzena Investment Management control the voting for?

Pzena reports sole voting power over 11,521,222 MasterBrand shares. It reports no shared voting power, indicating all reported voting authority resides with Pzena alone for those shares.

What is the total number of MasterBrand (MBC) shares beneficially owned by Pzena?

Pzena Investment Management beneficially owns 15,329,483 MasterBrand common shares. This figure underlies the reported 7.5% stake in the company’s outstanding common stock class.

Do Pzena’s clients, not Pzena itself, receive MasterBrand (MBC) dividends?

Yes. The filing states that clients of the filing investment manager have the right to receive, and direct, dividends and sale proceeds from the MasterBrand securities reported.

Does any single Pzena client own more than 5% of MasterBrand (MBC)?

No. The Schedule 13G specifies that no interest of any one client relates to more than five percent of the MasterBrand common stock class, despite Pzena’s aggregate 7.5% holding.

What type of ownership authority does Pzena report over MasterBrand (MBC) shares?

Pzena reports sole dispositive power over 15,329,483 shares and sole voting power over 11,521,222 shares, with no shared voting or dispositive power disclosed.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

MasterBrand, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

57638P104

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 57638P104

1

Names of Reporting Persons

PZENA INVESTMENT MANAGEMENT LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 11,521,222.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 15,329,483.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

15,329,483.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.5 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: MasterBrand, Inc.
(b)	Address of issuer's principal executive offices: 3300 ENTERPRISE PARKWAY, SUITE 300, BEACHWOOD, OHIO, 44122
Item 2.
(a)	Name of person filing: Pzena Investment Management, LLC
(b)	Address or principal business office or, if none, residence: 320 Park Avenue, 8th floor New York, NY 10022
(c)	Citizenship: Delaware
(d)	Title of class of securities: Common Stock
(e)	CUSIP Number(s): 57638P104
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 15,329,483
(b)	Percent of class: 7.5 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 11,521,222
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 15,329,483
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. CLIENTS OF THE FILING INVESTMENT MANAGER HAVE THE RIGHT TO RECEIVE AND THE ULTIMATE POWER TO DIRECT THE RECEIPT OF DIVIDENDS FROM, OR THE PROCEEDS OF SALE OF THE SECURITIES REPORTED ON HEREINABOVE. NO INTEREST OF ANY ONE OF SUCH CLIENTS RELATES TO MORE THAN FIVE PERCENT OF THE CLASS.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

PZENA INVESTMENT MANAGEMENT LLC

Signature:	s/Steven Coffey
Name/Title:	Chief Legal Risk Officer & Chief Compliance Officer
Date:	07/22/2026